MANY of the problems we’ve experienced in the last year are about governance. That sounds very boring, but it is about following the laws (Florida 720 & 617), our governing documents, and “norms” of behavior. Not following those is the source of soooooo many problems.
Here is a list of some of our governance problems and these are VERY easy to fix: just stop acting like a 3-person Board acting in the shadows, and act like a 9-person Board is supposed to act.
1. Stop exercising unauthorized authority. The 3 officers have made MANY consequential decisions that are Board decisions. See Footnote 1 for a partial list of those decisions. Officers actually have only minor administrative responsibilities in addition to regular Board powers (Footnote 2). This is unquestionably unlawful behavior. It is actually not new to this group of officers (has been done in past Boards), but it has been exercised in much more consequential ways in the last year.
2. Stop preventing other Board members from having access to resources and information they are entitled to according to Florida law. The other 6 Board members cannot get info from MCA or access to MCA lawyers. Only the 3 officers are being allowed access. The other Board members aren’t even informed of lawsuits against the MCA. This is actually unlawful behavior.
3. For decision-making, provide meaningful info to Board members as early as possible (not as late as legally possible), and have meaningful discussion of the issues. Some of this can happen via email outside actual Board meetings. Board members are required to make INFORMED decisions but are not doing so right now.
4. Engage actual experts in areas where expertise is important. The Board doesn’t need to BE experts in everything, but when they don’t have the expertise, they should get it. Don’t just “do your own research” or “work hard”. That doesn’t lead to well-informed decisions. Often, we have residents with the expertise who could help out, but otherwise it needs to be hired when necessary.
5. Engage the community regularly in discussion. The current President was an advocate of this before he became President (initiating Town Halls and scheduling more). But after he became President, he cancelled existing scheduled meetings and stopped holding them . The lack of community discussion (other than in Facebook or the blog, neither of which are great) causes sooooo much dissension. The President’s daily emails are one-way marketing pieces, not communication.
6. Don’t use MCA communication resources for campaigning. The President’s daily emails have become self-congratulatory and often contain the same wording has his legitimate campaign materials. This too is another example of a blatant violation of Florida law.
This is all very easy stuff to do/fix.
It mostly comes down to BEING a 9-person Board, not ACTING like a 3-person Board (and largely ignoring the other 6 elected Board members).
If we re-elect the President and former VP it will be more of the same 3-person Board that only tells us what to think and doesn’t actually have a dialogue with homeowners (other than possibly 1-1 in the President’s office).
If we elect Dora, Keith and Susan, we believe the Board will be able to act as a 9-person Board with skilled, knowledgeable homeowners on committees.
MAKE SURE YOU USE THE GREY BALLOT AND GREEN ENVELOPE AS THOSE WILL BE THE ONLY ONE’S COUNTED. (if you already voted with the previous ballot it will be ignored and you must vote again).
It is up to you to vote for the type of Board governance you want for our community.
If you are an MCA Homeowner* and would like to discuss this and other MCA matters with your fellow Homeowners*, join the “For The Meadows” Facebook group. (* or spouse of a Homeowner)
Footnote 1 – Decisions made by 1-3 officers without discussion or a decision by the Board
Please be clear that whether one agrees or disagrees with the decision, they were the Board’s to make, not the President, VP and/or Treasurer.
- Decision that “selling (the golf facilities) is off the table”.
- Decision that the Clubhouse would not be rebuilt soon.
- Decision that the lease with TMCC would not be renewed.
- Decision to not engage a golf industry expert to inform and guide negotiations with golf course operator/investors (despite the 3 officers having no golf operations knowledge). The Board did eventually approve engaging a golf course broker but the 3 officers did actually hire the expert.
- Decision on what would be required for an acceptable bid by a golf course operator/investors for discussions/negotiations with golf course operator/investors.
- Decision to not contact certain golf course operator/investors.
- Decision to reject the written offers that were received.
- Decision to put conservation easements and wetland mitigation credits “on the table” for negotiations with Benderson.
- Decision to not inform Board members of the Aviva lawsuit, both initially and when proposing suspending voting rights on overdue accounts which they knew would affect Aviva and our election.
- Decision to contest the Aviva lawsuit in court.
- Decision to not inform Board members of the Breece lawsuit.
- Decision to ban certain homeowners from the Meadows golf course (NOT due to non-payment of MCA fees)
- Decision to not allow Board members to see drafts of the agreement or email communications being negotiated with “Benderson”.
- Decision to not allow Board members reasonable access to MCA official records (they are only allowed access through the normal homeowner Records Inspection process).
- Influencing the Assembly Committee to cancel the scheduled Candidate Forum for the President’s unfounded fear of his personal safety (he then proceeded to campaign door-to-door and attend a Board meeting the day before the then cancelled Candidate Forum).
- Decision to allow “Benderson” to change the main agreement counterparty after the agreement was approved by the Board (changed from Benderson Realty Development Inc. to CCB Associates 49 LLC).
- Decision on how the 2026 election will be run EVEN THOUGH THE PRESIDENT IS A CANDIDATE.
(This is not a definitive list)
Footnote 2
Summary of the designated responsibilities MCA officers DO hold:
President arranges meetings and oversees them. Signs contracts approved by the Board.
Vice-President does the duties of the President in the President’s absence.
Secretary keeps the minutes of the Board and records of the organization.
Treasurer ensures proper accounting and audit take place.
Full description of Officer special responsibilities:
OFFICERS: 1. The officers shall be a President, Vice President, a Secretary, and a Treasurer, and such other officers as may be elected in accordance with the Articles of Incorporation. The President, Vice President, Secretary and. Treasurer each shall be a member of the Board of Directors.
2. All of the officers shall be elected or approved the Board of Directors at the annual meeting of the Board of Directors. If the election or appointment of such officers shall not be held at such meeting, such election shall be held as soon thereafter as convenient. New offices may be created and filled at any meeting of the Board of Directors. Each officer shall hold office until his or her successor shall have been duly elected and qualified, or until his earlier resignation or removal.
3. A vacancy in any office may be filled by the Board of Directors by appointment for the unexpired portion of the term.
4. All officers shall hold office at the pleasure of the Board of Directors; except that if an officer is removed by the Board, such removal shall be without prejudice to the contractual rights, if any, of the officer so removed.
5. The president shall preside at all meetings of the Board of Directors, shall see that orders and resolutions of the Board of Directors are carried out and sign all notes, leases, mortgages, deeds and all other written instruments.
6. The Vice-President shall perform all the duties of the President in his or her absence. The same officer shall perform such other acts and duties as may be assigned by the Board of Directors.
7. The Secretary shall of all record the votes and keep the minutes of all proceedings of The Board of Directors in a book to be kept for the purpose. He or she shall sign all certificates of membership; shall keep the records of the Corporation; shall record in the book, kept for the purpose, the names of all members of the corporation together with their association, affiliation, if applicable, and their addresses as registered by such member.
8. The Treasurer shall receive and deposit in appropriate bank accounts all monies of the Corporation and shall disburse such funds as directed by resolution of the Board of Directors, provided, however, that a resolution of the Board of Directors shall not be necessary for disbursements made in the ordinary course of business conducted within the limits of a budget adopted by the Board. The Treasurer may, but need not, be a required signatory on checks and notes of the Corporation.
9. The Treasurer, or his appointed agent, shall keep proper books of account and cause an annual audit thereof to be made by an independent certified public accountant at the completion of each fiscal year. He or she or the appointed agent shall prepare annually a budget, a statement of receipts and disbursements and a balance sheet, and the same together with the report of the independent certified public accountant, shall be available for inspection upon reasonable request of a member.
10. The salaries, if any, of the officers shall be set by the Board of Directors.
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